Code Starforce
by Trace Carter
Summary: In the climax of the battle against Crimson Dragon, MegaMan and Harp Note were sent to a different time and dimension where they have to fight a whole new Virus.
1. Chapter 1

**Code Starforce**

**Disclaimer: I do not own code lyoko or megaman.**

In the abandoned factory outside Kadic, three figures appeared in the supercomputer room. One of them, a man with braided blonde hair and wearing a fancy coat and hat carrying a bird shaped cane, got up and looked around.

"I don't think those two will wake up anytime soon, so I'll just be leaving," he said, turning towards the supercomputer, "EM Wave Change! Hyde, On-Air!"

In a swirl of energy the man changed into a sinister figure with a mask, cape and top hat in addition to green skin and armor. He still had the same cane and hair though. He then quickly warped into the computer and disappeared.

Meanwhile a group of teens were sneaking through the sewers to get to the factory.

"Hey Einstein," said Odd, "are you sure that it was an activated tower that the scan detected and not a glitch, I mean, didn't we beat XANA?"

"I don't get it either Odd, but the Superscan picked up an activated tower on Lyoko a few minutes ago." Jeremy said.

"I thought you shut down Lyoko?" said William.

"We did," said Ulrich, "the supercomputer was turned off."

The group reached the factory and slid down some ropes to get to the elevator. The group then took the elevator to the Supercomputer Room, and once inside they found two kids around their age lying unconscious in front of the computer. One was a boy wearing blue shorts and strange looking red boots and an equally strange red shirt with matching fingerless gloves. He also had spiky brown hair and was wearing interesting green glasses on his forehead. The other was a girl with pinkish hair wearing short green shorts, a pink hoodie with a music note on it and ear like balls on the hood, long pink striped fingerless gloves, and strange looking blue boots along with a high-tech guitar. They both looked Japanese and had some sort of small high-tech device attached to their arm.

"Hey, are you two OK?" asked Ulrich leaning over and nudging the two.

The boy woke up and said something in Japanese.

"Um Yumi, could you translate?" asked Ulrich.

"He said, 'where are we Omega-Xis?'" Yumi translated.

"Oh you speak French," the girl said in French, "I'm Sonia Strumm and this is Geo Stelar." she went on motioning to the boy next to her.

"I'm Odd Della Robbia," said Odd, "these are my friends, Jeremie, Ulrich, Yumi, William, and Aelita."

"So were you the ones who turned on the Supercomputer?" asked Aelita.

"You mean this thing," said Geo pointing to the Supercomputer, "last thing I remember was fighting Crimson Dragon then you guys woke us up."

"Crimson what?" said William.

Flashback

Mega Man and Harp Note were facing off against Crimson Dragon in the core of Meteor G.

"It's time to finish off you two fools," said Mr. King manifesting an image of himself from within Crimson Dragon.

The Dragon then blasted Mega Man and Harp Note off the side of the wave road with a burst of energy.

End Flashback

"Okay, so I get how you got here," said Odd, "but how were you able to change forms like that, what is a wizard, and what is Crimson?"

"What?" exclaimed Sonia, "How could you not know about those things? This is the year 220X?"

"No, this is the year 2007." said Yumi.

"That means…we've been sent back in time!" exclaimed Geo.

"In any case could you answer the question," Jeremie said.

"Well," said Geo, Noise is the byproduct of modern EM technology and when it gathers together enough and solidifies it takes on a red color and is called Crimson and this is a Wizard."

"Wizard On!" called Sonia and Geo.

Two creatures suddenly materialized. One looked sort of canine with its body made of green energy except for the armor that made up its torso and the rings around its wrists. The other looked like a sort of harp with a face, arm like things, and two pink flames coming out like ears.

"Meet Omega-Xis and Lyra," Geo said motioning to the two Wizards respectively.

"Gee kid, what happened during that fight? That last attack must have undid the EM wave change and knocked me out." Omega-Xis said irritably.

"This is my wizard, Omega-Xis," said Geo, "he's an EM being from the planet AM."

"And this is Lyra," Sonia added, "she's an EM being from the planet FM."

"Nice to meet you," Lyra said.

"Wait," said Odd, "your Wizards are aliens?"

"Well, it's a long story," said Geo smiling sheepishly.

"Okay," said Ulrich, "but what about the transforming?"

"Oh that," said Sonia, "that's called EM Wave Change. That's what happens when we fuse with our partner EM being. Unfortunately, I don't think we can do it here because of the lack of EM technology."

"What are those things on your arms?" asked Jeremie?

"These are called Hunter-VGs," explained Geo, "it's a sort of hand-held interface terminal that has numerous features including email, phone calls, and carrying a Wizard."

"That's amazing," said Aelita.

"If I could study the technology I might be able to create a way to find the reason for the reactivation of the supercomputer." Jeremie remarked.

"I'd hate to break this up but we have to get back to the dorms," said Odd.

"What will we do in the mean time?" asked Sonia.

"Tonight I can arrange things so you can attend Kadic with us tomorrow as transfer students." Jeremie explained, "Since the tower we detected has seemingly deactivated we can go."

_The Next Day_

_Girl's Dorms_

"Miss Stones," said Principal Delmas, "you are going to be getting a new roommate."

"Really?" said Aelita, "Who is it?"

"I would like you to meet Miss Sonia Strumm," Delmas said leading in Sonia who had changed into some clothes that were less conspicuous (think Mayl from Battle Network), "She will be attending Kadic starting today."

"It's nice to meet you," said Sonia bowing to show respect in a Japanese manor.

"I'll have Jim bring in a camp bed for you later when he's free." Delmas said to Sonia as he left.

"So," Aelita said after the door had closed, "looks like Jeremie was able to get you enrolled."

"Yup" Sonia responded carrying in her bags and guitar.

"Do you like music?" asked Aelita.

"Yeah, why do you ask?" Sonia responded.

"Well you always have that guitar with you."

"Well where I come from I was a popular teen idol. My EM form, Harp Note, also uses a guitar as its main weapon. What about you? Do you like music?"

"Actually I'm a skilled DJ. As a matter of fact, Kadic is going to hold a student music festival tonight, you should register. I've registered and so has Odd, Ulrich and Yumi as part of their band: the Pop Rock Progressives."

"Sounds like fun"

_Boy's Dorms_

"Belpois," said Jim, "this is Geo Stelar. He's going to be your roommate starting today."

"Nice to meet you," said Geo who had changed into a red t-shirt, blue shorts, and sneakers.

"I'll bring up a camp bed for you to use until we can get you a real one," Jim said as he left.

After Jim left, Jeremie turned to Geo.

"I hope you enjoy your stay at Kadic." Jeremie said.

"Thanks," said Geo, putting down his bags.

"Now that you're here, I'd like to ask a favor," Jeremie said.

"What is it?"

"I'd like to study your Hunters in order to create a more advanced XANA fighting weapon."

Suddenly, Jeremie's laptop beeped.

"There's an activated tower in the mountain sector." He exclaimed looking at it, "I'll call the gang. You head to the factory!"

_At the Factory_

The gang minus Yumi (there was a situation at home) headed to the scanner room.

"Scanner Ulrich, Scanner Odd, Scanner Aelita, Transfer Ulrich, Transfer Odd, Transfer Aelita, Virtualization." Jeremie said sending the first three to Lyoko, "Scanner William, Scanner Geo, Scanner Sonia, Transfer William, Transfer Geo, Transfer Sonia, Virtualization."

The six warriors materialized on Lyoko.

"Whoa," said Odd, "Geo, Sonia, your Lyoko outfits rock!"

Geo and Sonia had materialized as Mega Man and Harp Note.

"Weird," said Sonia, "looks like we EM wave changed when we were virtualized."

"In any case, I think I see the enemy," William said pointing. (he was back in his original Lyoko outfit.)

A lone figure was floating towards them wearing a very familiar (to Geo and Sonia) outfit.

"Dark Phantom!" said Geo, "How did you get here?"

"Careful kid," said Omega-Xis's voice from Geo's left arm, "he seems different."

"He's been possessed by XANA." said Ulrich, "His eyes have the symbol."

Sure enough Dark Phantom had the crest of XANA in his eyes.

"_Phantom__Slash!_" Dark Phantom yelled in a XANA-fied voice sending blades of energy at the team.


	2. Chapter 2

**Code Starforce**

**Disclaimer: I do not own Mega Man or code Lyoko or any of their songs.**

The group dodged the attack, but it carved a hole in the sector.

"Geo, he seems more powerful than before," said Sonia.

"_Battle Card: monster-summon: Tarantulas!_" shouted XANA Dark Phantom.

Suddenly five Tarantulas materialized in front of the group and opened fire on the warriors.

"Uh, Jeremie," said Odd, "we've got a problem."

"..." No answer.

"OK," said Ulrich, "I'll go and check on Einstein. You guys get Aelita to the tower. Odd, shoot me."

Odd shot Ulrich, devirtualizing him, then started to attack the monsters.

_The factory_

Ulrich stepped out of the scanner and rode the elevator to the computer room. Once there he saw that there were Creepers pinning Jeremie down with laser fire. Ulrich immediately grabbed a pipe and began to beat back the Creepers allowing Jeremie to get to the computer and contact the team.

"Guys, what's going on?" asked Jeremie

_Lyoko_

"Einstein, what happened? The guy we're facing just summoned some Tarantulas and I'm almost out of arrows!" Odd exclaimed.

"Okay, I'm sending more laser arrows Odd," Jeremie said, "get Aelita to the Tower and quick!"

"_Battle Card: Break Saber!_" said Sonia slashing at XANA Dark Phantom with a saber made of spiraling energy.

The sword cut through XANA Dark Phantom causing him to turn to smoke and dissipate (like William when he was possessed by XANA).

"Go Aelita!" said Yumi fending off attacks from the Tarantulas that were still alive.

Aelita activated her wings and flew off towards the Tower. The Tarantulas immediately turned to fire at Aelita. When they turned, Geo and Sonia finished them with a Charge Shot and Pulse Song respectively.

Aelita arrived at the Tower and went inside. Once inside she entered the Code: Lyoko into the Tower controls.

"Tower deactivated."

_The Factory_

Ulrich had destroyed the last of the Creepers but was injured fighting them.

"_Return to the past, Now_" says Jeremie.

_Kadic, the repeated day_

The gang was meeting in Jeremie's room to discuss what happened on Lyoko.

"So you guys fight a multi-agent computer virus called XANA that wants to take over the real world?" said Geo.

"And you do this by virtualizing yourselves into an artificial world called Lyoko" said Sonia.

"Not to mention you guys can turn back time," said Omega-Xis.

"Not even the FM King could do that," said Lyra.

"Well, that about covers what our story is," said Jeremie, "I'd like to know more about yours."

Geo, Sonia, Lyra, and Omega-Xis then told the Lyoko gang about what happened up to the battle with Crimson Dragon (basically they recapped the three Starforce games).

"So basically after your father was lost in space as an EM life form, you joined with the aliens Omega-Xis and Lyra to fight off more aliens, beings from a lost city, and an organization that loves cards." said Odd.

"That's pretty much it," said Geo, "when we were thrown off the side of the Wave Road we must have been flung out of our dimension and into this one."

"I hate to break this up but we have to go and prepare for the music festival." Ulrich interrupted.

"Let's go then!" said Sonia.

_Kadic Gymnasium: Music Festival_

"_Here we are, going far, to save all that we love;_

_If we give, all we've got, we will make it through._

_Here we are, like a star, shining bright on your world;_

_Today, make Evil go away!_"

"Let's hear it for the Pop Rock Progressives!" said the announcer, "Next is a new student: Sonia Strumm!"

Sonia got onstage with her guitar and began to sing.

"_Tobikau SIGUNARU sore zore no kyou wo nosete _

_Onaji shuuhasuu kasane ai kimi to hanasu _

_Mayoi tamerai wo furikiri _

_Soko ni aru hazu no michi wo ikou! _

_Miageru sora wa kokoro ni tsumoru negai no iro _

_Egaku yume wo utsushi dasu _

_Kanarazu itsuka kono te ni fureru asu e no chizu _

_Tsuyoku takaku todokumade kagayaite!_"

The crowd went wild after hearing Sonia's song.

"Finally is Kadic's own star DJ: Aelita Stones!" the announcer said.

As Aelita played one of her songs on the mixing board the gang talked with Sonia about music.

"I didn't know you could play so well!" said Yumi.

"Back in our world, Sonia was a popular Teen Idol," said Geo.

"Anyway," said Sonia, "where's Jeremie?"

"Einstein's back at the lab trying to develop some upgrades for when we are on Lyoko." Odd said, "He's using some programs that Geo gave him from his Hunter-thing."

Suddenly the machines in the room began to spark and overload and release black smoke. The smoke swirled around forming a column then dissipated with a flash of energy revealing a figure wearing an outfit similar to Mega Man with the eye of XANA in place of the shooting star crest. (Think rouge noise with the XANA symbol in place of the shooting star crest)

"It's good to finally meet you, Lyoko Warriors," it said in a voice filled with malice and strife, "my name is, XANA."

**OH! This is a new twist. XANA meets the warriors in person and has a body. Please Read and Review! (It's what motivates me to write more and more)**


	3. Chapter 3

**Code Starforce**

**Disclaimer: I do not own code Lyoko or mega man.**

"No way!" said Yumi, "How can you be in the real world?"

"I've undergone an upgrade." XANA replied smirking, "You could say that I'm XANA-2.0, born of data remnants and technology brought to me from the year 220X by a man named Hyde."

"So it was Dark Phantom who recreated XANA!" exclaimed Geo.

"That's why he was being controlled on Lyoko!" added Aelita.

"Enough talk," sneered XANA, "now you DIE! _Flying Knuckle!_"

XANA fired a barrage of fists made of energy at the group causing them to dodge away.

Suddenly Geo's Hunter beeped. Geo activated it to reveal a phone call from Jeremie.

"Guys what's going on?" asked Jeremie from a projected screen, "The Super-scan just picked up an activated tower!"

"Gee Jeremie, maybe that explains why XANA is now trying to fry us IN PERSON!" Odd remarked sarcastically.

"What? XANA's there, but that's impossible!" Jeremie exclaimed.

XANA then summoned the dark Zweihander and sent a wave of energy that took out a wall.

"Never mind. I finished our new anti-XANA programs. Geo, Sonia, I'll send you yours. The rest of you have to wait till you get to the factory." Jeremie said before hanging up.

Geo and Sonia looked at their Hunters and saw the program that Jeremie had sent to them.

"No way!" exclaimed Geo, "Einstein actually did it!"

"Ready Geo?" asked Sonia.

"Oh yeah!"

"_EM Wave Change! Sonia Strumm/Geo Stelar, On-Air!_"

With that Geo and Sonia transformed into Mega Man and Harp Note respectively and started to attack XANA.

"_Mega Buster!_" yelled Geo firing the cannon on his arm.

"_Shock Note!_" said Sonia creating two speakers and firing musical notes from them.

"Get to the factory! We'll handle XANA!" yelled Geo as XANA readied an attack.

"_Battle Card: Wide Wave 3!_" yelled XANA sending a wave of blue energy from his sword.

"Kid this battle is going to be intense." Omega-Xis noted as they continued fighting.

The Factory

"Good, you made it." Jeremie said as they entered the supercomputer room. He proceeded to hand out devices that looked like Hunter-VGs. "These are replicas of the devices that Geo and Sonia brought with them to our time," he continued, "they will provide you with new abilities on Lyoko and I've uploaded copies of Geo and Sonia's Battle Cards for you to use too. Now head to the scanners and keep these on you."

"Scanner Ulrich, Scanner Odd, Scanner Aelita, Transfer Ulrich, Transfer Odd, Transfer Aelita, Virtualization." said Jeremie sending the trio to Lyoko with William remaining behind as backup.

The group landed in the Ice sector and noticed that they each were wearing a gauntlet, colored to match their outfit that looked exactly like the one Mega Man wears on his arm (the gauntlet that replaced the Omega-Xis head).

"Uh Jeremie, what are these things on our arms?" asked Ulrich.

"Those are your new upgrades, try them out. There are some Bloks headed your way." Jeremie answered.

Sure enough three Bloks hopped down from an ice platform and began firing at the group.

Ulrich pulled out his katanas which were glowing with energy and rushed at the Bloks.

"_Super Sprint!_" he yelled as he ran, jumping up and bringing his katana down on the monster. Surprisingly the blades cleaved the Blok in half, destroying it.

"Sweet! Love the new blades Jeremie!"

Yumi threw her fans at one of the remaining blocks. As they left her hands, the fans began to glow with energy and cut clear through the Blok destroying it.

"Sweet!" she exclaimed.

Odd fired an arrow at the last Blok. In mid flight the arrow split into numerous smaller arrows that barraged the Blok, destroying it.

"Jeremie, these upgrades rock!" Odd yelled.

"That's great but could you get to the tower now? You can test out the rest of the upgrades on the way."

"You got it!"

The group started to run towards the activated tower that they could see in the distance. Not long after they started moving, what looked like a black hole opened up and Dark Phantom stepped out.

"Great, it's that Phantom dude again." said Odd.

"_Phantom Slash!_" yelled Dark Phantom, sending blades of energy at the warriors.

The Lyoko Warriors dodged out of the way and got ready to attack.

"Let's try this," said Ulrich, "_Battle Card: Long Sword!_" Ulrich shouted, changing his gauntleted arm into an energy blade. "_Super Sprint!_" he yelled as he ran at Dark Phantom swinging the new blade.

Dark Phantom blocked the attack with his cane and grabbed Ulrich with a claw of shadow that he created from his chest.

"_Battle Card: Mad Vulcan 3!_" yelled Odd, transforming his arm into a Gatling gun and blasting apart the arm holding Ulrich.

"Yumi, get Aelita to the tower!" yelled Odd, "We'll handle tall Dark and ugly!"

"Odd, I swear your puns are getting worse," commented Ulrich, "Jeremie we'll need the vehicles."

"I'm sending the Overwing to you now." Jeremie said typing in some codes into his computer, causing said vehicle to materialize.

Ulrich and Odd charged at Dark Phantom while Aelita and Yumi jumped on the Overwing and sped off towards the tower.

"_Battle Card: Monster Summon: Megatank!_" yelled Dark Phantom summoning some Megatanks to fight the Lyoko warriors.

Meanwhile Aelita and Yumi had just made it to the tower when they found their way barred by the Scyphozoa.

"Jeremie," said Yumi nervously, "we have a problem. The Scyphozoa just showed up."

"Not to worry," said Jeremie, "Aelita, time to test your new upgrade."

"_Energy Field!_" yelled Aelita firing an energy ball at the Scyphozoa. As soon as the sphere came into contact with the jellyfish creature, it quickly expanded and enveloped the Scyphozoa , trapping it within the energy field as it screeched in pain.

While the creature was "occupied", Aelita ran into the tower and entered the code Lyoko, deactivating the tower.

"_Return to the past, Now_" said Jeremie, activating the program on the supercomputer.

**That was a great chapter! I hope you enjoyed it. Please read and review. Also I will be putting a poll on my page to determine if Crimson Dragon will be appearing.**


	4. Chapter 4

**Code Starforce**

**Sorry about the wait but I accidentally deleted my files and have to get back into the zone of writing. I hope I'm doing a good job and would appreciate constructive feedback. Also check my page for a poll about this story's main villain.**

**Disclaimer: I do not own Mega Man or Code Lyoko.**

Kadic, The repeated day

After attending the Kadic Music Festival a second time, the group gathered in the factory to learn more about the Anti XANA Hunter-VGs (AX Hunter-VG) that Jeremie gave them.

"So you see guys, not only have I upgraded your Lyoko forms' weapons, I also installed a function similar to Geo and Sonia's EM Wave Change that allows you to use your Lyoko form in the real world." Jeremie explained, "Just call out Code Starforce and you'll change."

"Cool!" exclaimed Odd, "_Code Starforce!_"

In a flash of light Odd was transformed into his Lyoko form, complete with the Hunter-VG gauntlet on his arm.

"This is great Jeremie," exclaimed Odd, "now XANA won't stand a chance."

Suddenly the electrical equipment began to spark and creatures that looked like black balls with eyes, yellow feet, and pickaxes, wearing Pith-helmets/antenna things appeared (Mettenna).

"What are these things?" yelled Aelita?

"EM viruses," Geo exclaimed before he and Sonia transformed into Mega Man and Harp Note, "XANA probably created them using data that Dark Phantom had."

The group then began to battle the viruses in their Lyoko warrior forms, but as they hacked away at the viruses, a mysterious figure was hacking into the supercomputer and stealing data from the Hunter-VG files. Once he finished, he disappeared into the computer in a swirl of energy.

Meanwhile, the group finished destroying the viruses and rushed to the supercomputer to scan for an activated tower.

"I don't get it," said Jeremie after running a scan of Lyoko and the Network, "there was an activated tower, but it was just deactivated by XANA."

"Wait, so XANA activated a tower, then deactivated it without destroying us or the supercomputer?" asked Ulrich.

"Something's not right here," Jeremie said, "but we'll just have to wait and see."

The next day of classes were normal for the group, except that the school now had two new star students.

"To sum it up," said Geo as he answered a question in Mrs. Hertz's science class, "the CPU used in astronomical telescopes would have to be ten times more complex than the one in a laptop if it were to map the stars accurately (AN: honestly I'm BS-ing all this, science isn't my forte. ; P).

"I see, th-thank you Mr. Stelar." stammered a shocked Mrs. Hertz, "Now class if you'll turn to page 27..."

For the rest of Mrs. Hertz's lesson, things proceeded normally as she gave her lecture on the new meteor-defense satellite in orbit. Geo and Sonia were excused from answering questions to prevent situations like the one she just got through.

Meanwhile on Lyoko, in the Ice sector, XANA activated a tower and summoned his avatar. Once he materialized, he called forth a data-file that he stole from the supercomputer and created a new minion, or should I say minions.

"Now then," XANA said turning to the three new figures, "you know what to do." he said activating a tower.

Kadic

The group was discussing why XANA had deactivated his tower in Jeremie's room when Jeremie's laptop and desktop monitors released a blast of energy, knocking everyone back. The group immediately knew that XANA was responsible and rushed to the factory.

As soon as they left the dorms, their path was blocked by Dark Phantom, who appeared with a smirk.

"_Phantom Slash!_" yelled Dark Phantom shooting blades of energy at the team.

"_Code Starforce!_" yelled Ulrich, transforming into his Lyoko avatar form, "you guys head to the factory, I'll take care of ugly here!" he said drawing his swords and deflecting the attack before proceeding to fight Dark Phantom, cane to blade.

Once the group reached the factory, Jeremie sent them to Lyoko's Ice sector. Upon arriving the group was almost hit by a flying metal fist.

"_Rocket Knuckle!_"

The Lyoko Warriors turned two people standing on a frozen hill. One wore a white and gray armored jumpsuit and a similarly colored helmet with a gold horn and had a gold mechanical left arm with a + symbol on it. The other was dressed the same except the white was replaced with black and the right arm was mechanical instead and had a – sign. They both had green skin and orange hair and smirked at the heroes. In their eyes was the crest of XANA.

"Mega Man, Harp Note, it's been too long." The one in white said.

"Gemini Spark! What are you doing here?" yelled Mega Man.

"Master XANA recreated us from data on your Hunter and told us to destroy you." Gemini Spark Black said, creating an Elec Sword, "_Battle Card: Monster Summon: Hornets!_"

Twelve Hornets materialized and began firing on the Lyoko warriors while Gemini spark attacked Mega Man and Harp Note (AN when I say Gemini Spark I'm talking about both Black and White. I'll refer to them specifically if it's only one).

"_Arrow Spread!_" yelled Odd, firing his upgraded Laser Arrows at the Hornets, destroying them, "Geo, Sonia, can you handle these creeps while we get Aelita to the tower?"

"Of course!" Geo and Sonia responded charging at Gemini Spark.

"_Rocket Knuckle!_" yelled Gemini Spark, firing their mecanical fists at the duo.

"_Battle Card: Barrier!_" yelled Geo, creating a shield that deflected the fists.

"_Shock Note!_" yelled Sonia firing a musical note at Gemini Spark White.

Gemini Spark Black and White jumped together so that their mechanical arms were touching, dodging the attack. Suddenly they glowed with a red and black aura, "_Gemini Thunder!_" they yelled shooting a blast of red and black lightning from their hands.

Geo and Sonia dodged the blast, but the energy spread through the ice, hitting them when they touched down.

"Guys," said Jeremie over the comlink, "what happened? You just lost 60 life points!"

"Let's just say that XANA upgraded an old friend." Geo said grimicing.

"So Mega Man," Gemini Spark Black sneered, "you must realize the disadvantage you're in here: water conducts electricity and your standing in a sector made of frozen water! Plus master XANA upgraded our attack."

"_Giga Card: Buster MAX!_" yelled Geo glowing with a green aura, "Omega-Xis, time to stop holding back.

"About time kid," said Omega-Xis's voice from his left arm, "let's go buck wild!"

"_Charge Shot!_" yelled Geo charging energy into the gun on his left arm and firing out a massive blast.

"_Gemini Thunder!_" yelled Gemini Spark firing their electric attack to counter Geo's attack.

The two attacks colided in an explosion. Geo's attack, being the stronger one, tore through Gemini Spark's attack, causing the duo to disapear into red and black smoke.

Meanwhile, Aelita was able to get to the tower and deactivated it, ending XANA's current attack on earth.

**And that's all for this chapter! Remember to check my poll to determine if crimsion dragon will show up or not.**


	5. Chapter 5

**Code Starforce**

**Sorry about the wait but I'm back! Also check my page for a poll about this story's main villain.**

**Disclaimer: I do not own MegaMan or Code Lyoko.**

The Factory: the next day

The Lyoko Warriors, minus Odd who was in detention, gathered in the factory to discuss the new attacks that XANA had been unleashing on the team.

"So Geo, Sonia, what can you tell us about Gemini Spark?" Jeremie asked.

"He's an FMian named Gemini that merged with a human boy named Patrick Springs from our time and fought with us." Geo explained, "The two bodies are a result of Gemini's nature creating separate bodies for Pat's two personalities."

"Wait, you're saying those two were human?" Aelita exclaimed.

"That's impossible," Jeremie stated, "if they were human then the Supercomputer would have detected a human code within the data. All of us, even Geo and Sonia have it."

"So what does that mean?" Sonia asked.

"I have a theory," said Jeremie, "I ran a scan on the Supercomputer after the last attack and found that several files that were downloaded from the Hunter-VG system have been copied and stolen. The files that were copied were files on enemies that Geo and Sonia have fought in their time, including Gemini Spark."

"So you think that XANA used those files to create data copies of the enemies that Geo and Sonia have faced?" Yumi asked, "That would explain why the viruses from Geo and Sonia's time attacked us."

"It could also mean that we'll be meeting more enemies from our past that have been upgraded." Sonia added.

"You'd better hurry back to your rooms," Lyra put in from Sonia's Hunter, "don't forget that there's an inspection today."

Kadik: dorms

Jim Morales was walking through the halls of the dorms when a boy wearing a strange armored jumpsuit materialized in front of him.

"Hey kid, who are you and what's with that getup?" Jim demanded.

"Hmmm, I believe you'll do nicely," XANA said as a Mettenna appeared and merged with Jim in a swirl of energy.

When the energy dissipated, a Jammer with XANA-fied eyes was standing where Jim was.

"I live to serve, master XANA."

Kadic: dorms, Jeremie's room

"I wonder what's taking Jim so long?" Jeremie said, "He usually goes through the rooms pretty quickly."

Suddenly Jeremie's door was blasted in and the XANA-Jammer walked in.

"Crap!" Geo exclaimed upon seeing the Jammer walk in, "_EM Wave Change! Geo, On-Air!_"

Geo turned into MegaMan just in time to put up a shield to block the Jammer's punch.

"Go get the others! I'll hold this guy off." Geo said, "_Battle Card: Synchro Hook 3!_" he called out creating metal boxing gloves on his hands. Geo began to fight it out with the Jammer while Jeremie rushed out of the room.

"Aelita," Jeremie said calling Aelita's phone, "get Yumi and Sonia and meet us at the factory! I'll get Odd and Ulrich."

The Factory

Upon reaching the factory Jeremie, and the gang saw that it was surrounded by Mettennas and McCleavers.

"_Code: Starforce!_" yelled Ulrich and Odd transforming into their Lyoko forms.

"Let us take care of these clowns," Odd said, "you guys take out XANA!"

Ulrich began cutting through the McCleavers while Odd blasted the Mettennas with his upgraded Laser Arrows.

Once inside the Factory, the girls headed to the scanners while Jeremie headed to the computer room.

"Scanner Yumi, Scanner Aelita, Scanner Sonia, Transfer Yumi, Transfer Aelita, Transfer Sonia, Virtualization!" Jeremie said, sending the girls to Lyoko.

The girls materialized in the mountain sector and dropped to the ground.

"The tower is due north," Jeremie said, "hurry but watch out for enemies."

The girls began running in the direction of the tower. Suddenly claws of purple flame flew at the three Lyoko warriors and a boy wearing a black and orange armored jumpsuit with large wings and a helmet with flames for hair swooped down.

"Harp Note, we meet again," said the figure, "where's MegaMan and who are your new partners?"

"Jack Corvus!" Sonia exclaimed, "So XANA brought you to face us this time!"

"Who's this clown?" asked Yumi holding her fans at ready.

"Jack Corvus is another one of the enemies that Geo and I faced in our time." Sonia explained, "He's another person that can merge with an EM being, the FMian Corvus in his case. He had many fights with Geo and Omega-Xis."

"_Wicked Flame!_" yelled Jack Corvus, launching a rain of purple fireballs at the girls.

"_Battle Card: Barrier!_" yelled Sonia blocking the flames, "Get to the Tower, Corvus is mine."

With that Yumi and Aelita ran towards the Tower while Sonia traded attacks with Jack Corvus.

"_Shock Note!_" yelled Harp Note, firing a musical note at Jack Corvus.

Meanwhile Yumi and Aelita had reached the tower only to find it surrounded by Tarantulas and Hornets. Yumi threw her upgraded fans at the Hornets, cutting through them and destroying them.

"You'll have to do better than that XANA!" Yumi said catching her fans.

Aelita dodged the lasers from the Tarantulas and launched two Energy Fields at them destroying them in the expanding spheres of energy.

As Aelita was about to run into the tower, she was knocked aside by Yumi who took a blast from a Tarantula.

"Aelita, deactivate the tower!" Yumi said getting up with a blue aura around her, "I'll be fine with this Aura battle card," she said as the Tarantulas' lasers were absorbed by the aura.

Aelita ran into the tower and entered the Code Lyoko into the tower, ending XANA's attack.

Kadic: dorms

"_Battle Card: Cannon!_" Geo yelled blasting the Jammer, causing the virus to separate from Jim and get deleted. Soon they were enveloped in the light of a Return to the Past.

Lyoko: Unknown sector under construction

XANA's avatar materialized along with Dark Phantom, Gemini Spark and Jack Corvus around a swirling mass of data and red and black energy.

"With every attack that the Lyoko Warriors use the Supercomputer, we gain more power and our plan comes closer to completion." XANA said, "The time has come to create a new warrior."

XANA raised a hand and summoned a cluster of energy and a Polymorphic Specter and merging them into a humanoid figure wearing a Black and red jumpsuit, and a silver mask with red eyes.

"Meet Xion, our next weapon against the Lyoko warriors."


	6. Chapter 6

**Code Starforce**

**Chapter 6**

**Here's Chapter 6. Sorry about the wait.**

**Disclaimer: I do not own megaman of Code Lyoko.**

The next day there was a new student at Kadic.

"Hello, my name is Alexander Drake," said the boy in the front of the room. He had silver hair and violet eyes, and wore a black shirt with a subdigitals logo and black jeans.

"Say, what do you think of the new guy?" asked Odd.

"He seems normal enough," said Geo.

"Now let's start class," said Mrs. Hertz.

Mrs. Hertz began teaching class about robotics and how they work.

xXSceneXx

The Factory

The assembly line in the factory started up as a tendril of black smoke snaked from the elevator and into the controls. The machines began building humanoid robots.

Kadic rec room

The gang was taking a break and using the time to teach Geo and Sonia how to play some of the games.

"So the object here is to use these figures to knock the ball into the other goal, kind of like soccer." Explained Odd.

The group began to play and Geo and Sonia were surprisingly good.

"Geez, how did you guys get so good?" exclaimed Odd.

"I guess we just picked it up quickly," said Sonia.

"Can I join you?" asked a voice.

The group turned and saw Alexander standing behind them with an expressionless face.

"Sure I guess," said Ulrich, letting him take his place.

As Alex played he turned out to be better than Geo and Sonia. In fact when Odd stepped out, he single handedly beat the both of them.

"Wow, you're amazing!" said Geo, "Have you ever done this before?"

"This is my first time." Alex stated simply.

Suddenly, Jammers smashed through the wall of the Rec room and began smashing things and attacking the students.

"Code Starforce!" said Ulrich, transforming.

"EM Wave Change! Geo! ON AIR!" said Geo turning into Megaman.

"Deactivate the tower and initiate a Return to the Past!" said Megaman.

As the group ran to the factory, Ulrich and Geo began slashing and blasting the Jammers respectively. As their attacks connected they could see wires and circuitry in the wounds.

"They're robots!" said Megaman, dodging another punch.

"And they're extremely resilient," said Ulrich slicing off a robot's arm and dodging a punch in retaliation.

"We just have to keep fighting," said Geo, "Battle Card: Break Saber!"

xXSceneXx

The Factory

When the group arrived at the factory they saw more Jammer robots being constructed at the assembly line.

"Em wave change! Sonia! ON AIR." said Sonia changing into Harp Note, "I'll deal with these robots, get to Lyoko! Battle Card: Gatling Gun!"

Sonia summoned a gatling gun on her arm and began blasting the half formed robots while the rest of the gang headed to the Lab.

When the gang got to the Lab, Jeremie went to the computer while, Yumi, Aelita, William, and Odd, headed to the scanners. (I'm not going to type the entire Virtualization process because it's too tedious.)

xXSceneXx

Lyoko: Mountain Sector

The Lyoko Warriors landed in on a plateau with holes in random places.

"The tower is due East," said Jeremie, "be careful, there are monsters headed your way."

The Warriors began running in the direction of the Tower. Soon a five Tarantulas appeared along with a swarm of Hornets.

William pulled out his Zweihander and swung it, releasing an energy wave that split into several smaller waves that destroyed seven Hornets.

"Sweet upgrade," he exclaimed.

The monsters began to open fire on the warriors.

"Arrow Spread!" yelled Odd firing his upgraded Laser Arrows and destroying the remaining Hornets, "Aelita, you and William get to the Tower!"

Aelita and William headed in the direction of the tower while Odd and Yumi continued to attack the monsters.

William and Aelita were almost to the tower when a blast of black fire struck the ground in front of them. They stopped running and a being with silver hair wearing a black and red jumpsuit with a silver expressionless mask with red eyes, appeared in the air.

"Lyoko warriors, I will not let you reach the tower," said the being stated.

"Who are you?" asked William.

"You may call me Xion," said the being, "master XANA has ordered your destruction."

With those words Xion released a barrage of black fireballs at William and Aelita. William began to deflect the flames with slashes from his Zweihander.

"Go on ahead," said William, "I'll deal with this guy."

"You'll try," snarled Xion, launching more black flames at William who cut through them with his sword.

"Go!" William yelled to Aelita before jumping at Xion, swinging his sword at the virtual being.

Xion blocked the attack with a flame covered arm, but the distraction allowed Aelita to continue toward the Tower.

"Perish fool!" said Xion creating black flames on his arms and black wings of flame on its back, "Shadow Fire!" he yelled unleashing a blast of black flames at William.

William swung his sword and cut through the flames with a slash from his sword. He then sent a wave of energy flying at Xion from his Zweihander.

Xion raised a hand and actually caught the wave of energy. He then hurled it back at William, devirtualizing him.

"Fool," said Xion, heading after Aelita.

Suddenly Xion was struck in the back by a laser arrow and a flying fan. He turned and saw Yumi and Odd standing behind him, weapons raised.

"You pests are more annoying than I thought," sighed Xion, "I will enjoy destroying your world."

"Fat chance," said Odd firing a laser arrow at Xion.

"You'll never win," said Yumi, throwing her fans at Xion.

Their attacks struck Xion tearing gashes in the being's form, revealing crimson energy before his wounds healed themselves.

"Was that supposed to hurt me?" Xion asked mockingly, "Let me show you a real attack, Crimson Lightning!"

Two bolts of red lightning shot out of Xion's hand at the two warriors. Yumi was hit and devirtualized, but Odd managed to block his bolt with his shield.

"Odd, you're down to 10 life points!" exclaimed Jeremie, "What happened?"

"Xana's got a new player," said Odd, "and he packs a punch."

"Try some battle cards," suggested Jeremie.

"Good idea," said Odd, "Battle Card: Stealth Laser 3!" he yelled summoning a small stealth jet that shot three lasers at Xion.

"Is that all?" asked Xion after closing the wounds.

"Hardly," said Odd, "Battle Card: Fire Bazooka 3, Tail Burner 3!" said Odd firing two blasts of flame at Xion, destroying his body and causing him to fade away.

xXSceneXx

Meanwhile, Aelita had activated her wings and was flying to the tower, destroying monsters along the way with Energy Fields. Soon she reached the Tower and landed before walking inside. She ascended to the second level platform before entering the Code: Lyoko into the tower, deactivating it.

xXSceneXx

"Return to the past, NOW!" said Jeremie, initiating the program on the Supercomputer, causing a white dome of light to expand over the world.

xXSceneXx

Kadic: the repeated day

"It seems that Xana is getting stronger," said Jeremie.

"We'll need a new plan if we want to win." said Geo.

"We'll have to locate Xana's program on the Network and destroy it." declared Jeremie.

**That's it for this chapter. Sorry for the delay, but I've been quite busy these days.**


	7. Chapter 7

**Code Starforce**

**Chapter 7**

**Thanks to all my loyal readers. Let's get this chapter started.**

**The poll for Crimson Dragon entering the story is now closed! **

**The Result: **

**Yes: 5**

**No: 4**

**Disclaimer: I do not own Code Lyoko or MegaMan**

Lyoko: unknown sector

Gemini Spark, Jack Corvus, Dark Phantom, and Xion were gathered in a large cavern that surrounded a pit in the center of the room which was filled with pulsating crimson energy. A raised part of the floor held a sinister throne made of pure obsidian. Soon energy formed around the throne and came together, forming Xana's avatar which took it's seat on the throne. Xana's eyes started to glow crimson and a new and more sinister voice began to speak through Xana's body.

"**My loyal servants, the time has come to execute the next stage of our plans.**" The voice said as a cluster of crimson energy rose out of the pit, forming a large human man with dark skin, thin cut hair, and a close shaven beard, wearing a brown outfit with lang sleeves and gold designs. "**Let us welcome our newest ally, Joker.**"

xXSceneXx

The Factory

Jeremie, Aelita and Geo were working to develop a program that would allow them to track down Xana's program on the network and destroy it.

"Any luck?" Geo asked Jeremie as he worked on converting data from the Hunter-VGs into code that would work on in the Supercomputer.

"Ugh, no," groaned Jeremie, "it seems that because Xana has merged with data from your time, the original multi agent program I created won't do a thing. Xana seems to have a core program hidden away deep in the network, protected by numerous firewalls to make it undetectable and impenetrable."

"Maybe we can create a search scanner into the Skids and Nav-Skids," suggested Aelita, "then we could send them into the network and follow Xana's trail to the source."

"Why didn't I think of that!" Jeremie exclaimed, "Aelita, I love you!" he said embracing the girl.

"Th-thank you," said Aelita, her face pinker than her hair.

"If you two lovebirds are done, we need to get to work," smirked Geo, causing Jeremie and Aelita to jump apart.

"You're one to talk," said Jeremie with a pink face, "what about you and Sonia?"

"That's none of your business," said Geo with a straight face.

xXsceneXx

Kadic: rec room

"So Alex," said Sonia, talking to the new student, "where are you from?"

"Well, I'm from all over." Alex said, "My parents traveled a lot so I got to see lots of the world. It was fun to experience new things and try new foods. Toad in the hole was especially tasty."

"Toad in the hole?" said Yumi, a bit weirded out.

"It's just English sausages called Bangers served in Yorkshire pudding batter with vegetables and onion gravy," Alex explained, causing the looks of disgust at the weird name to change to looks of interest.

"So why did your parent's travel so much?" asked Ulrich.

"They were musicians," said Alex proudly.

"Really?" said Odd, "Are you good at music too?"

"Let me show you," said Alex pulling out an Ipod and a speaker dock. He chose a song and began to sing.

***Play Shut up and Explode by Boom Boom Satellites(I do not own)***

_Downfall, and it all falls down_

_I fall from grace I got your taste_

_Turn off your mind, unwind_

_and see how high the cloudy sky_

_Run away Run away_

_Leave your lemon drop_

_Soak it up Soak it up_

_Won't you crush on me_

_Run away Run away_

_Leave your lemon drop_

_Soak it up Soak it up_

_Won't you crush on me_

_Running free Running free_

_Driving me insane_

_Shut it down Shut it down_

_It's about to explode_

_Run away, Run away, Run away,_

_Run away..._

_I think I'm raw so I draw_

_Just press that button_

_It's all so good_

_Now my heart bursts_

_like a bottle of wine_

_You lose, you bite your lip_

_Let it down, Let it down_

_keep it in your heart_

_Bring it up, Bring it up_

_Savor my world_

_Let it down, Let it down_

_keep it in your heart_

_Bring it up, Bring it up_

_Savor my world_

_Let it out, Let it out_

_I make it burn_

_Bottle up, Bottle up_

_Count it all joy_

_Let it down, Let it down, Let it down,_

_Let it down..._

***end song***

A crowd had gathered while Alex was singing. When he stopped they burst into applause.

"Ha ha, I'm not that good," laughed Alex, embarrassed.

"Not good?! That was amazing!" exclaimed Odd.

"Thanks," said Alex.

"Sing another one!" shouted a random student.

"Ok," said Alex setting his Ipod and taking a breath.

***Play Hikari E by The Babystars (I do not own)***

_Boku wa ima sagashi hajimeta mizushibuki agete_

_Hateshinaku tsudzuku sekai e_

_Afuredasu jounetsu o mune ni doko made mo yuku yo_

_Mada minu hikari motome_

_Natsuiro taiyou ga kokoro no ho o yuraseba_

_Atarashii sekai e no tobira o hiraku aizu_

_Namima ni yureteru zetsubou o nukete_

_Suiheisen no mukou gawa mezashite_

_Boku wa ima sagashi hajimeta mizushibuki agete_

_Hateshinaku tsudzuku sekai e_

_Afuredasu jounetsu o mune ni doko made mo yuku yo_

_Mada minu hikari motome_

_Kimarikitta mainichi to arifureta kumo no nagare_

_Kimi ni mo utsutteru shiru hazu mo nai mirai_

_Kawaranai koto de kizutsukanakute mo_

_Sore ja yume mo kibou sae mo nai saa yukou_

_Boku wa naze sagashiteru'n darou nani ga hoshii'n darou_

_Kotae wa kitto sono saki ni_

_Ugokidasu sekai no naka e kokoro shite yuku yo_

_Made minu chikara himete_

_Boku wa naze sagashiteru'n darou nani ga hoshii'n darou_

_Made minu takara wa doko ni_

_Afuredasu jounetsu o mune ni doko made yukeru?_

_Wakaranai keredo_

_Boku wa ima sagashi hajimeta mizushibuki agete_

_Hateshinaku tsudzuku sekai e_

_Afuredasu jounetsu o mune ni doko made mo yuku yo_

_Mada minu hikari motome_

_Sono mukou e_

***end song***

The crowd burst into cheers once again.

"That was excellent Japanese," commented Yumi, "barely any accent."

"Thanks," said Alex.

Suddenly the television that Sissy and a few other students were watching exploded, knocking students back. Soon EM-viruses appeared and began merging with the students, creating Jammers.

"What's going on?" exclaimed Alex, "What are those things?"

"You have to get out of here!" said Ulrich, "Those things are dangerous."

"No argument here," said Alex running for his life.

"_Code Starforce!_" yelled Ulrich, transforming, "Call Jeremie and get to the Factory!"

"Got it," said Yumi as the group headed to the Factory.

xXSceneXx

The Factory

The gang burst into the Lab where Jeremie was working.

"I'm glad you're here," said Jeremie, "Get to the scanners. Geo and Aelita are already heading to the tower."

xXSceneXx

Lyoko: Desert Sector

While the others were being Virtualized, Geo and Aelita were fighting Xion.

"_Chaos Thunder!_" yelled Xion as he hurled a blast of crimson lightning at Geo who was fighting Xion so Aelita could get to the tower.

"Battle Card: Aura, gatling gun!" Geo said blocking the lightning with an aura and forming a gatling gun on his arm that he used to fire a spread of shots at Xion.

The shots blew holes in Xion's body, but they quickly healed. Xion let out a laugh and readied another blast when Laser Arrows, fans, and energy blasts slammed into his back. As the wounds healed he turned and saw Harp Note, Yumi, and Odd standing there.

"Tch, looks like more insects have appeared," growled Xion, "no matter, _CRIMSO..._"

"Stop," said a deep and powerful voice, halting Xion in his attack.

In a spiral of energy, Joker appeared and floated between Xion and the warriors.

"That technique is not needed here," said Joker, "I will deal with them."

"Fine," said Xion phasing out.

"Joker," said Sonia with hate in her voice.

"You know each other?" asked Yumi.

"He was another major enemy in our time," said Geo.

"He doesn't look so tough," said Odd, as Joker began to charge up energy in his fist.

"ODD MOVE!" yelled Geo as Joker rushed at Odd.

"_Dread Laser!_" said Joker bringing his fist down on Odd who tried to block the blow with his shield.

As soon as the attack hit Odd's shield, Odd was immediately devirtualized, leaving a crater where he once stood.

"Such power," gasped Yumi.

"_Battle Card: Break Saber_" yelled Geo creating a drill like energy blade to slash at Joker.

Joker simply caught the blade and slammed another Dread Laser into Geo's gut, devirtualizing him.

"Weaklings," sighed Joker, "I'm not even at full power. _Dread Laser!_" he said devirtualizing Yumi, "Who's next?"

"Heh," laughed Sonia.

"What's so funny?" asked Joker?

"It's just, we weren't supposed to beat you guys." smirked Sonia, "We, were supposed to slow you down so Aelita can deactivate the tower."

"What?!"

xXSceneXx

While all this was happening, Aelita had been fighting through monsters and had reached the tower.

"Aelita hurry," said Jeremie, "This new guy just defeated the whole team with one attack each and is heading your way."

"Don't worry Jeremie," said Aelita, "I'm in the tower."

Aelita ascended to the second level of the tower and entered the Code: Lyoko, deactivating the tower.

"Tower Deactivated."

xXSceneXx

"Return to the Past NOW!" said Jeremie initiating the return program.

xXSceneXx

The Factory: The Repeated day

"Xana is only getting stronger," said Jeremie, "Geo, I think we should wait until we finish the new upgrade to the avatars, before hunting down Xana's program."

"Agreed," said Geo.

**That's all for this chapter. Hope you like it. Please read and Review.**


	8. Chapter 8

**Code Starforce**

**Chapter 8**

**TRACE CARTER IS BACK! I am very sorry that I have been slow to update this story, but I'm back now and I am ready to ROCK! EM WAVE CHANGE! TRACE CARTER! ON AIR!**

**Disclaimer: Trace Carter does not own MegaMan or Code Lyoko. He can't Wave Change either. TT_TT**

**Here's a picture of Xion: /image/68b31bbx7/**

The Factory

Jeremie and Aelita were to finish the new upgrades to the Nav-Skids. With Joker around, they needed to find and destroy XANA as soon as possible. Jeremie was in the lab while Aelita was in Carthage with Odd and Geo as guards.

"Jeremie, I've just about gotten the data compiled," said Aelita, "we just need to activate the tower in this sector and the Skid and Nav-Skids will be upgraded."

"That's great," said Jeremie, "I'm going to bring you guys back now."

Jeremie input Code: Earth and recalled the trio to the real world. As the gang returned they didn't notice a shadowy figure inputting a code into the terminal that they just used.

Kadic: cafeteria 

The rest of the Lyoko gang was relaxing in the cafeteria with Alex.

"I swear Alex," said Yumi, "you could give odd a run for his money in the eating department."

And it was true. Alex had gone through a tray piled high with food. He was finishing off the last of it when Yumi made the comment. All this was done in under a minute.

"That was good," said Alex, "so I'll see you guys after class?"

"Of course," said Sonia.

"Catch you later," said Ulrich.

When the Lyoko Gang left, Alex sighed, "they remain ignorant," he said to himself.

xXsceneXx

Meanwhile behind the school, a polymorphic specter appeared and merged with a vat of oil. Soon the oil began to flow out of the vat and slink towards the school, steadily growing in volume.

xXsceneXx

Jim was moving some equipment out of the gym (ha ha, funny pun). When he was about to open the door leading to the rear of the school, he noticed the oil slick seeping under the door. When he opened the door, tendrils of oil shot out and tried to grab him. Jumping back, he dropped the equipment he was carrying and ran.

xXsceneXx

Jeremie was finishing the work on the Nav-skid program when the super-scan detected an activated tower in Lyoko. He immediately called Yumi.

"Yumi we have a problem, XANA has activated another tower!"

xXsceneXx

Yumi was in the gym, facing down the oil monster when she got the call, "Yeah Jeremie...Xana attack...well that would explain the giant oil creature I'm looking at...I'll be right there."

Yumi quickly called the others and tried to get pass the oil monster.

"Alright ugly, let's dance."

xXsceneXx

Ulrich, Odd, Geo, and Aelita were able to make it to the factory while Sonia and William went to help Yumi in the gym. When the guys arrived at the factory Jeremie sent them to Lyoko's desert sector. When they landed they found a group of Krabs led by Dark Phantom.

"Things just get better and better," sighed Ulrich, a he pulled out his swords.

"Ulrich," said Jeremie, "I've completed an upgrade to the Original Lyoko avatars. I'm uploading the program now."

Soon yellow armor similar to MegaMan's appeared on Ulrich's body and his swords began to glow with energy. The same thing happened to Odd as purple armor formed on his bodies along with armored gauntlets with small guns built in.

"Now we're talking," said Odd, "Arrow Gatling!"

The guns on Odds wrist fired a barrage of arrows at the Krabs and Dark Phantom.

"PHANTOM SLASH!" yelled Dark Phantom, knocking the shots aside with his attack, "FIRE!"

The Krabs began to fire their lasers at the gang, but Ulrich ran forward and cut down a few of the Krabs, "You'll have to do better than that XANA!"

"Very well," said a voice.

There was a swirl of energy and XANA's avatar appeared, "I will do better," he said before sending Dark Phantom away in a swirl of energy and sending a wave of black lightning from his sword.

"You just had to say it," Geo yelled sarcastically as he dodged another blast.

"WHAT'S WRONG?" taunted XANA as he sent another wave at them.

"Crap," said Ulrich, "Odd, get Aelita to the Tower! Geo and I will hold off XANA as long as we can!"

"Right," said Odd before running off with Aelita.

XANA tried to follow but Geo and Ulrich moved to block his path.

"Sorry XANA," said Geo, "you won't stop us this time. Battle Card: Break Saber, Long Sword." said Geo, summoning two swords on his arms.

Ulrich pulled out his swords and joined them at the hilt, creating a sort of bladed staff, "Let's dance XANA."

"Fine whelps," growled XANA, brandishing his Zweihander, "Crimson Blazer!"

XANA sent a pillar of crimson flames at the pair but Ulrich cut through them with his blade, causing them to dissipate. Ulrich then used triplicate to make three copies of himself and attack XANA.

XANA simply smirked and cut through the copies and Ulrich as they attacked him. Geo charged at XANA when Ulrich was devirtualized and began to attack with his two swords.

xXsceneXx

Odd and Aelita were tearing through an army of Krabs that were guarding the Tower. Aelita had just destroyed the last of the Krabs when Xion appeared in a swirl of crimson flames.

"This is the end of the road," said Xion, "Chaos Storm!"

Xion sent a storm of red and black lightning at Odd and Aelita. Odd activated his shield and absorbed the attack, unfortunately Odd was devertualized by the attack.

"Energy Field!" yelled Aelita, hurling energy spheres at Xion who dodged.

"Foolish," he said readying another blast.

Suddenly a Break Saber and Long Sword pierced through Xion's chest, "What the…?"

Geo was behind Xion, having impaled him with his two blades.

"You lose," said Geo as Xion faded away, "get to the Tower!"

Aelita entered the Tower and used Code: Lyoko to deactivate it.

xXsceneXx

Yumi and Sonia were in the Gym fighting the oil in their Lyoko forms. Yumi had held it in place with telekinesis and Sonia used a battle card to trap it in a bubble.

Soon the light from the Return to the Past enveloped them and the rest of the school.

xXsceneXx

The Factory

The Repeated Day

"So these new upgrades will allow us to power up on Lyoko," said Odd.

"You got it," said Jeremie, "and I've just about completed the Skid upgrade too."

"Look out XANA," said Ulrich, "we're coming!"


	9. Chapter 9

**Code Starforce**

**Chapter 9.**

**Disclaimer: I do not own either series.**

**XION: **** /image/68b31bbx7/**

Lyoko: Unknown Sector

XANA, Gemini Spark, Xion, Joker, Dark Phantom and Jack Corvus were meeting again in the incomplete sector, in front of the pit of crimson energy. Soon some of the energy washed over XANA and he spoke in a dark voice.

"**Our plans are progressing smoothly,**" said the being possessing XANA, "**it is time to move to the next stage of our plan.**"

"What do you need us to do master?" asked Xion.

"**Dark Phantom, Gemini Spark, Jack Corvus, proceed to the Desert, Ice, and Mountain Sectors, respectively and begin the operation. Joker shall remain here and Xion will guard XANA.**" ordered the being possessing XANA.

xXsceneXx

The three EM villains traveled to the three sectors and activated a tower in each one, remaining there to guard it. In the real world, numerous power plants and computer servers experienced massive data and energy drains.

Kadic: Classroom

"What's going on?" exclaimed Mrs. Hertz as the computers and lights all shut off.

Suddenly all the computers turned back on and had the XANA logo on them.

"HUMANS, I AM XANA." XANA's voice said from the speakers, "AS OF NOW, YOUR WORLD IS MINE! SUBMIT AND SERVE ME OR PERISH!"

The Lyoko Warriors were rigid as the rest of the class erupted into chaos. They managed to leave the classroom with the rest of the students and they quickly rushed to the factory. Once they found that three different towers had been activated and the Return to the Past had been disabled.

"How is this possible?" exclaimed Jeremie, "XANA not only has taken control of the world's internet and activated a tower in three different sectors!"

"So what do we do?" asked Odd.

Suddenly the a display on the supercomputer showed several news feeds showing the city being attacked by monsters and Jammers along with numerous viruses.

"Looks like thing just got worse," said Ulrich.

"Okay, here's the plan," said Geo, "Sonia and I will use our Wave Change to fend off the Monsters and Jammers. You guys get to Lyoko and deactivate the towers. Jeremie, see if you can fix the Return the Past."

"Got it," said the gang.

"_EM wave change: Geo Stellar/Sonia Strumm. ON AIR!_"

Geo and Sonia transformed into MegaMan and Harp Note and headed to battle the monsters. The rest of them began to strategize on how to tackle the current problem.

"I think we'll have to take the towers one by one," said Jeremie, "Aelita is the only one who can deactivate them."

The group nodded and Jeremie sent them to Lyoko.

xXsceneXx

MegaMan and Harp Note appeared in front of the army of viruses, monsters, and Jammers.

"So Harp," said MegaMan, "how many do you think you can kill?"

"More than you can," smirked Harp Note.

"Is that a challenge?" asked MegaMan.

"Is it?" asked Harp Note with a smile.

"You're so on!" said MegaMan.

With that they charged at the incoming enemies.

"_Battle Card: Break Saber, Gatling Gun!_" said MegaMan creating a blade and a gun on his arms and began to attack the enemies.

"_Shock Note!_" yelled Harp Note, firing musical notes at the incoming enemies.

xXsceneXx

Lyoko: Desert Sector

The Lyoko gang materialized in the Desert sector and headed towards the direction of the Tower. Before they got that far though they were faced with an army of Bloks and Tarantulas with Dark Phantom leading them.

"ATTACK!" yelled Dark Phantom, causing the monsters to begin firing at the Warriors. The Tarantulas fired at them while Dark Phantom flew at them with the Bloks providing cover fire. Urich and William used their swords to attack Dark Phantom up close while the others attacked the monsters and lessened their numbers.

"_Phantom Slash!_" yelled Dark Phantom, sending waves of energy at the two Warriors, but William countered with his own attack and the two waves canceled each other out.

Ulrich took this chance and used his Triplicate ability to create clones and attck from three directions. Dark Phantom was able to block the attacks of the Clones, but was stabbed by Ulrich and shattered into pixles.

"Go Aelita," said Ulrich, "we can take these monsters!"

Aelita nodded and used her Energy Field to blow a path in the army of monsters. Aelite hurried through the gap she had made and headed to the Tower, which she deactivated.

"I'm bringing you guys back now," said Jeremie as he entered Code: Earth.

The gang materialized in the factory and Jeremie sent them to the Ice sector to deactivate the next tower.

xXsceneXx

"I'm on 30," said Harp Note.

"Then you need to catch up," said MegaMan, "I'm on 41."

"_Battle Card: Gattling Gun!_" yelled Harp Note, blasting more viruses, "49!"

"54."

Harp Note swore.

xXsceneXx

The Lyoko Warriors were having trouble. Gemini Spark had come alone, but his two bodies were proving to be more than a match for the group. Gemini Spark White had taken on Ulrich and run him through with an Elec-Blade, causing him to be devirtualized while Gemini Spark Black was blocking Aelita's way to the tower.

"You have no chance," sneered Gemini Spark White.

"We'll see about that," said William, "Jeremie, upload my armor!"

"Got it," said Jeremie, "uploading armor program now."

Sky Blue armor appeared on william's body and his Zweihander's blade became an energy blade. William then sent a wave of energy at Gemini Spark Black and swung his blade to attack Gemini Spark White. Gemini Spark Black tried to block the wave, but it pased through his blades and cut him in two. The same thing happened when Gemini Spark White tried to block William's slash and he was also defeated. With that, Aelita rushed into the Tower and deactivated it.

xXsceneXx

"These Viruses are never ending," said MegaMan.

"Don't tell me you're getting tired," teased Harp Note.

"Not on your life," said MegaMan, "I've taken down 390!"

"I'm on 420!" said Harp Note!

Suddenly five giant Jammers appeared in the street infront of them.

"I take it back," said Harp Note, "these things _are_ never ending."

xXsceneXx

The Lyoko Group (minus Ulrich) had just been virtualized into the Mountain sector where Jack Corvus was waiting. Like Dark Phantom, he had an army of monsters on his side. Hornets were swarming behind him and firing at the wrriors.

"_Arrow Spread!_" yelled Odd, taking out a chunk of the swarm with his laser arrows.

"_Grave Claw!_" yelled Jack Corvus firing three claws made of purple flames.

Yumi threw her fans and sliced the claws in two, dispelling them. She then used Telekinisis to cause her fans to swing around and slice through the rest of the hornets. Aelita then hurled an Energy Field at Corvus, trapping him in the energy sphere until the energy destroied his body.

"Go Aelita!" yelled Yumi.

Aelite rushed for the Tower but was knocked back when a blast of black lightning struck the ground in front of her. Looking up she saw XANA and Xion standing in the air in fromt of the tower. XANA's blade had the remnants of the black energy, so it was easy to see who attacked.

"Where do you think you're going?" sneered XANA.

"Looks like the weakling warriors are trying to fight," smirked Xion.

"Looks like we gotta go through them," said William, raising his sword.

"This will be fun," sneered Xion, "_Chaos Thunder!_"

Xion fired a blast of crimson lightning at the Warriors. Odd tried to block it with his shield, but the attack devirtualized him when it struck. XANA then locked blades with William. Aelita hurled an energy field, causing XANA to jump back, but Yumi was waiting and used her fans to cut through his arms, causing him to fade away.

"MASTER XANA!" yelled Xion, "YOU'LL PAY FOR THAT!" he yelled at the warriors before raising his hands and gathering massive amounts of crimson energy in his hands.

"Scatter!" yelled Yumi causing the group to run for cover.

"A futile effort!" yelled Xion, "_Crimson Devastation!_"

Xion brought his hands together and fired a massive blast of energy that devurtualized William and blew apart Yumi's fans and nearly devurtualized her when she tried to block it. Aelita was grazed and lost all but 4 life points.

"You're finished!" yelled Xion.

"_Battle Card: Synch Hook 3!_" yelled Yumi, forming a yellow, metallic boxing glove on her hand and slamming it into Xion's face.

The attack knocked him back and shattered the mask on his face. When the last of the shards fell away, everyone present gasped at Xion's identity. It was Alex!

**To be continued!**

**Please Read and Review.**


	10. Chapter 10

**Code Starforce**

**Chapter 10**

**I'm back! I hope you liked that plot twist in the last chapter. Out of all my reviewers, only one of you figured it out beforehand. Now, on with the show!**

**I give the credit for part of this chapter to weerdo5255's story Code Lyoko Lives.**

**Disclaimer: Trace Carter does not own either series.**

The Lyoko warriors were shocked upon seeing the face under Xion's mask.

"Alex?" said Yumi in surprise, "What's going on? Why are you on Lyoko?"

"HA HA HA!" laughed Alex, "You people never figured it out?"

"Alex," said Aelita, "we can help you be free of XANA's control."

"Free?" scoffed Alex, "You people really are naive. XANA _created_ me!"

"What?" exclaimed Aelita.

"I was sent as an observer of humanity," said Alex as his mask re-formed on his face, "and now it's time for humanity's fall!"

Xion hurled blasts of crimson energy at the remaining Lyoko Warriors. Yumi used telekinesis to hurl boulders at Xion to try and slow him down so Aelita could get to the tower.

"Hurry Aelita!" yelled Yumi as she struggled to hold off Xion.

"ENOUGH!" yelled Xion, releasing a blast that knocked the Lyoko warriors to the ground and sent the floating rocks at Yumi.

"Yumi," said Jeremie, "you only have 8 life points left."

"Sounds about right," grunted Yumi.

"About right for what?" growled Xion as he grabbed Yumi's neck and lifted her high off the ground.

"_Battle Card: Muramasa!_" said Yumi, transforming her hand into a katana that glowed with a red energy, "Right for this!"

Yumi thrust the blade into Xion's chest, causing him to fade away. Unfortunately this caused her to fall to the ground and get devirtualized. This gave Aelita the opportunity to enter the tower and deactivate it.

xXsceneXx

The Factory

The Lyoko warriors were gathered around the supercomputer waiting for Jeremie to find out what was wrong with the return program.

"Find anything Einstein?" asked Odd.

"Well, I found that the return program isn't damaged, it's gone," said Jeremie.

"What do you mean?" asked Ulrich.

"I mean that the file that holds the coding for the Return to the Past program has been removed from the supercomputer mainframe," said Jeremie, "I believe XANA took it and hid it somewhere on the network."

"So what happened on Lyoko?" asked Geo from where he and Sonia were slumped against the wall in exhaustion from the near endless swarm of viruses that they had to delete.

"Well we were practically put through a gauntlet of monsters and XANA's generals and ended up fighting XANA and Xion," said Yumi.

"It also seems that Alex has been keeping secrets from us," said Ulrich.

"What do you mean?" said Sonia in a tired voice.

"Alex is Xion," said Aelita.

"WHAT?!" yelled Geo and Sonia.

"I managed to shatter his mask when we fought," said Yumi, "it was Alex."

"Not only that," said Jeremie, "but Alex claims to be an artificial being that was created by XANA."

"So Alex was just pretending to be our friend," said Sonia.

Suddenly an alarm went off and the Lyoko warriors jumped to their feet.

"What's going on?" exclaimed Ulrich.

"An alarm that Geo and I installed in the surveillance system has gone off," said Jeremie while he pulled up a visual of what was causing the alert, "it was designed to alert us if anyone entered the factory besides us. Got it!"

A video feed appeared on the screen. The feed showed numerous armed soldiers wearing body armor with no insignia on them storming the factory.

"Looks like XANA sent some thugs," said Odd, "_Code Starforce!_"

"_Code Starforce!_" said Ulrich, Yumi, Aelita and William.

"_EM Wave Change: Geo/Sonia. ON AIR!_" said Geo and Sonia.

The group transformed into their Lyoko forms and used the elevator to go to the main part of the factory. When the group arrived in the elevator they rushed out and readied their weapons.

"What do you want here?" asked MegaMan.

"Hey! You're the ones that fought off the monster army yesterday!" said one of the soldiers, "MegaMan and Harp Note, right?"

The group turned to MegaMan and Harp Note.

"You two seem to be famous," said Yumi with a smirk.

"We did save the city," said Harp Note, "so what are you guys here for?"

"We were sent to find the ones who defended the city from the threat of XANA and bring them to our superiors," said one soldier.

"I guess you're looking for us then," said Ulrich.

"You kids are the ones who ended the attack on the city?" said one soldier in disbelief, "How did you manage to do that?"

"I think it would be best if we show you," said Yumi, "follow us, but leave your guns here."

The Lyoko warriors led the soldiers into the elevator in groups after having them place their guns in a pile on the side. When the elevator doors opened in the lab, the soldiers walked out and looked around in wonder.

"Damn," said one soldier, "this stuff is way beyond anything the boys back at R&D have ever cooked up."

"I'm glad you think so," said Jeremie as he stood up from the supercomputer's chair.

"Another kid?" said one soldier, "Let me guess, you built this tech."

"Not really," said Jeremie, "but I am the one who runs it."

"You're kidding," said said the lead soldier, "there must be some adults that help you with this?"

The group shook their heads, "It's just us fighting against XAXA," said Ulrich.

"Amazing," said the soldiers.

"So what do you want from us?" asked Sonia.

"We want your help fighting XANA," said the leader.

"Wait, what?" said Sonia, "You guys want _our_ help?"

"You kids are the ones who have been fighting this XANA thing that wants to rule the world, right?" said a soldier, getting nods from the group, "So we need your expertise when it comes to fighting XANA. We can make this factory into a functional outpost against XANA if you'd allow it."

The Lyoko group went into a corner and quietly discussed the offer before walking back to the soldiers.

"We accept," said Jeremie, "but when it comes to fighting XANA, you have to listen to us. We have been doing this for a long time and have experience that you don't."

"Agreed," said the leader.

With a smile they shook hands and the deal was sealed.

**To be Continued...**


	11. Chapter 11

**Code Starforce**

**Chapter 11**

**Sorry for the delay. I've been working on some other stories and sort of forgot about this one. So let's get this started!**

**Disclaimer: I do not own either series.**

The Factory

Odd ran up to the factory and jumped into the new lift that the soldiers had installed. The soldiers had really upgraded the factory. They had called in their tech department and they had removed all the old factory machines and had set up living quarters, built a training area, advanced monitoring systems, enhanced the security systems, and of course, built a lift so they wouldn't have to keep swinging down ropes. When the lift arrived at the ground floor, Odd hurried to the scanner room where the others were waiting.

"Sorry I'm late," said Odd.

"Glad you could make it," said Ulrich, "we were going to start without you."

The Lyoko warriors had decided that to better prepare the taskforce that was stationed at the factory to fight XANA, they would scan them and teach them to fight in Lyoko forms, both on Lyoko and in the real world. To do this, Jeremie, Aelita, and Geo designed their own Replika that would serve as a training ground for them. It would have an adjustable terrain and firewalls to prevent XANA from attacking it. Now, Ulrich, Yumi, and Odd would be taking First Lieutenant Jak Stone, Captain Anne Morgan, Major Touka Sato, and Sergeant Major Ian Grace to the Replika to train as the first group.

"Are you ready?" asked Geo.

"I'd say so," said Jak.

"Just one thing," said Ulrich, "you may be trained military officers, but we have experience fighting in Lyoko, so you listen to us. If we say jump, you jump, if we say run, you get the hell out of there."

The Soldiers nodded and Jeremie spoke over the intercom, "Alright, if you could all step into a scanner, Odd, Jak and Anne First."

The three stepped into the scanners.

"Scanner Odd, Scanner Jak, Scanner Anne. Transfer Odd, Transfer Jak, Transfer Anne. Virtualization," said Jeremie as he sent the three to Lyoko, "alright then, Ian, Touka and Yumi are next."

Ian, Yumi and Touka each got into a scanner.

"Scanner Ian, Scanner Yumi, Scanner Touka. Transfer Ian, Transfer Yumi, Transfer Touka. Virtualization!"

Ulrich got in the scanner once it was free and was sent as well.

Lyoko: Secure Replika

The Lyoko warriors gathered in the Replika that currently looked like a replica of the forest sector and looked over the Lyoko forms of the Soldiers. Jak was wearing a high tech armor suit with a laser rifle across his back (Spartan armor from Halo minus the helmet), Anne was wearing blue and silver armor that resembled a dress with a broadsword at her hip (saber from Fate/stay night), Ian wore black body armor over and had grenades and pistols, and Touka wore a blue and white bodysuit with light armor and a weighted chain.

"So this is Lyoko," said Ian.

"Sort of," said Ulrich, "this is an isolated Replika. Sort of an island in the digital sea, or the internet as you might call it."

"What's with the weird outfits?" asked Anne.

"Think of it as a combat suit for Lyoko," said Odd.

"Then why do you look like a purple cat?" asked Jak.

"Moving on," said Yumi, "as you all can see, you have weapons here on Lyoko. So today's lesson will be on how to use them."

Numerous Mettenas, McCleavers, and Base Mortars appeared.

"Try to beat as many as you can," said Jeremie over the intercom.

The Mettenas and McCleavers rushed at the new Lyoko warriors and the Base Mortars fired energy bullets at them. Jak pulled out his energy rifle and shot down a few of the Base Mortars. Anne rushed forward and easily slashed through the McCleavers with her sword. Touka used her chain to take down the Mettena and Ian finished the last of them with an energy grenade.

"Was that it?" asked Anne, "That was easy."

"That was just a warm up to get you used to your weapons," said Odd, "the next lesson will be harder."

"What is it?" asked Jak.

The Lyoko warriors responded by readying their weapons.

"You'll be fighting us," said Ulrich.

"Sounds easy enough," said Touka.

"It's four against three," said Jak.

"Should be fair then," said Yumi.

"Let's go," said Ulrich.

Anne rushed forward and swung her sword, but Ulrich stepped forward and blocked it with his katanas.

"You're going to have to do better than that," said Ulrich as he broke the deadlock and swung at her forcing her into a defensive stance.

Jak then drew his rifle and shot a spread of laser blasts at them, but Odd creates a shield to protect the others. Touka swung her chain and wrapped it around Odd's leg, causing him to fall onto hi back. Yumi then threw her fans at Touka, forcing her to drop her chain and try to dodge, but Yumi telekinetically controlled her fans so they struck Touka and devurtualized her. Ian pulled out some pistols and fired a spread of bullets at the group but Yumi caught her fans and used them to deflect the shots.

"_Laser Arrow!_" yelled Odd, firing arrows at Ian, forcing him to dodge.

Ian grabbed a grenade and threw it at Anne and Ulrich who were still clashing. Anne saw and broke the clash that she and Ulrich were in with a powerful swing that left him disoriented and jumped out of the blast radius. Ulrich's eyes widened in surprise as the grenade detonated and devurtualized him.

"How's that?" said Ian.

Odd responded by shooting more arrows, forcing Ian to duck and roll, "Not bad."

Odd then shot arrows at Anne and Yumi threw her fans at him. Anne tried to dodge the attacks but an arrow hit her and she was devurtualized as well. Ian and Jak then pulled out their guns and decided to double team Odd. Odd was overwhelmed by the blasts, but the two soldiers didn't see Yumi's fans curving around until they were devurtualized by them.

"We win." Said Yumi as she was recalled.

The Factory

Computer Room

"You guys did pretty good," said Ulrich.

"We couldn't beat you kids," said Anne.

"Don't feel bad," said Odd, "we have been doing this a lot longer so we've had more practice fighting on Lyoko."

"Just remember," said Yumi, "XANA's forces will be a lot harder and less merciful."


End file.
